Successor Purchaser Agent Sample Clauses

Successor Purchaser Agent. Any Purchaser Agent may, upon at least 30 days notice to the Administrative Agent, the Seller, the Master Servicer and the Conduit Purchasers and Committed Purchasers in its Purchaser Group, resign as the Purchaser Agent for its Purchaser Group. Except as provided below, such resignation shall not become effective until a successor Purchaser Agent has been, with the consent of the Master Servicer (such consent not to be unreasonably withheld), appointed in the manner prescribed by the relevant Program Support Agreements or, in the absence of any provisions in such Program Support Agreements providing for the appointment of a successor Purchaser Agent, until a successor Purchaser Agent is appointed by the Conduit Purchaser(s) in such Purchaser Group (with the consent of the Committed Purchasers representing a majority of the Commitments in such Purchaser Group) and has accepted such appointment. If no successor Purchaser Agent shall have been so appointed within 30 days after the departing Purchaser Agent’s giving of notice of resignation, then the departing Purchaser Agent may appoint a successor Purchaser Agent for such Purchaser Group, which successor Purchaser Agent shall have short-term debt ratings of at least A-1 from S&P and P-1 from ▇▇▇▇▇’▇ and shall be either a commercial bank having a combined capital and surplus of at least $250,000,000 or an Affiliate of such an institution. Upon such acceptance of its appointment as Purchaser Agent for such Purchaser Group hereunder by a successor Purchaser Agent, such successor Purchaser Agent shall succeed to and become vested with all the rights and duties of the retiring Purchaser Agent, and the retiring Purchaser Agent shall be discharged from any further duties and obligations under the Transaction Documents. After any retiring Purchaser Agent’s resignation hereunder, the provisions of Section 2.6 (Indemnities) of the Servicing Agreement and Section 10 (Indemnities by the Seller) and this Section 9 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a Purchaser Agent.

Successor Purchaser Agent. Each Purchaser Agent may, upon five days’ notice to the Borrower and its related Purchaser, and such Purchaser Agent will, upon the direction of its related Purchaser resign as the Purchaser Agent for such Purchaser. If any Purchaser Agent shall resign, then its related Purchaser during such five day period shall appoint a successor agent. If for any reason no successor agent is appointed by such Purchaser during such five day period, then effective upon the termination of such five day period, and the Borrower shall make all payments in respect of the Aggregate Unpaids due to such Purchaser directly to such Purchaser, and for all purposes shall deal directly with such Purchaser. After any retiring Purchaser Agent’s resignation hereunder as a Purchaser Agent, the provisions of Articles XI and XII shall inure to its benefit with respect to any actions taken or omitted to be taken by it while it was an Additional Agent under this Agreement.

Successor Purchaser Agent. The Purchaser Agent may, upon 5 days’ notice to the Seller and the Purchasers, and the Purchaser Agent will, upon the direction of the Initial Purchaser, resign as Purchaser Agent. If the Purchaser Agent shall resign, the Required Purchasers during such 5-day period shall appoint from among the applicable Purchasers a successor agent. If for any reason no successor Purchaser Agent is appointed during such 5-day period, then effective upon the expiration of such five-day period, the Initial Note Purchaser and the Initial Trust Certificate Purchaser shall perform all of the duties of the Purchaser Agent hereunder and the Trustee shall make all payments in respect of the Notes directly to the Initial Note Purchaser and all payments in respect of the Trust Certificates directly to the Initial Trust Certificate Purchaser and for all purposes shall deal directly with such Purchasers. No resignation of the Purchaser Agent shall be effective until its successor shall have been appointed and accepted such appointment. After the retiring Purchaser Agent’s resignation hereunder as Purchaser Agent, the provisions of this Agreement shall inure to its benefit and be binding upon it as to any actions taken or omitted to be taken by it while it was Purchaser Agent under this Agreement.

Successor Purchaser Agent. Each applicable Purchaser Agent, respectively, may, upon five days’ notice to the Seller and its related Purchaser, and such Purchaser Agent will, upon the direction of its related Purchaser, resign as Purchaser Agent for such Purchaser. If such Purchaser Agent shall resign, then its related Purchaser, during such five day period, shall appoint a successor agent, with the prior written consent of the Seller, such consent not to be unreasonably withheld; provided that the consent of the Seller shall not be required if a Termination Event has occurred and is continuing. If for any reason no successor Agent is appointed by such Purchaser during such five day period, then effective upon the expiration of such five day period, the Seller shall make all payments in respect of the Aggregate Unpaids directly to such Purchaser and for all purposes shall deal directly with such Purchaser. After any retiring Purchaser Agent’s resignation hereunder as Purchaser Agent, the provisions of Articles XI and XII shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a Purchaser Agent under this Agreement. Notwithstanding the resignation or removal of the Purchaser Agent for Citigroup, the Hedge Counterparties, shall each continue to be a Secured Party hereunder.